A Federal Trade Commission (FTC) settlement filed last week with
merging pharmaceutical manufacturers re-opens a seemingly
foreclosed antitrust path to clearance for parties pursuing
non-horizontal mergers and acquisitions where antitrust
considerations play a significant role.
Background
Amgen announced the ~$28 billion acquisition of Horizon on
December 11, 2022, and the parties made their HSR filing on
December 29. The FTC issued a "second request" on January
30, 2023.
A mere three and a half months later, on May 16, 2023, the FTC
sued to block the deal. Specifically, the complaint alleged that
the acquisition would "enable Amgen to leverage its portfolio
of blockbuster drugs to foreclose actual or potential rivals to
Horizon's top-selling medications" giving it the ability
and incentive to entrench monopolies over Horizon's drugs,
Tepezza and Krystexxa.1
